<PAGE>   1

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended March 31, 2001

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        Commission File Number: 0-233-59
                                                --------

                       ANCHOR GLASS CONTAINER CORPORATION
                       ----------------------------------
             (Exact name of registrant as specified in its charter)

                 Delaware                                 59-3417812
                 --------                                 ----------
      (State or other jurisdiction of                 (I.R.S. Employer
       incorporation or organization)                Identification No.)


        One Anchor Plaza, 4343 Anchor Plaza Parkway, Tampa, FL 33634-7513
        -----------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                  813-884-0000
                                  ------------
              (Registrant's telephone number, including area code)


                                      None
                                      ----
              (Former name, former address and former fiscal year,
                         if changed since last report)

         Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X]  No [ ].

  Number of shares outstanding of each class of common stock at April 30, 2001:
                                2,757,074 shares


                                     1 of 16



                                       1
<PAGE>   2

                       ANCHOR GLASS CONTAINER CORPORATION

                                    FORM 10-Q

                  For the Quarterly Period Ended March 31, 2001


                                      INDEX

<TABLE>
<CAPTION>
                                                                            Page No.
                                                                            --------
<S>                                                                            <C>
PART I - FINANCIAL INFORMATION

         Item 1.  Financial Statements:

              Condensed Statements of Operations and Comprehensive Income -
                  Three Months Ended March 31, 2001 and 2000                   3

              Condensed Balance Sheets -
                  March 31, 2001 and December 31, 2000                         4

              Condensed Statements of Cash Flows -
                  Three Months Ended March 31, 2001 and 2000                   5

              Notes to Condensed Financial Statements                          6

         Item 2.   Management's Discussion and Analysis of Financial
                      Condition and Results of Operations                      9

         Item 3.   Quantitative and Qualitative Disclosures About
                      Market Risk                                             14

PART II - OTHER INFORMATION                                                   14

SIGNATURES                                                                    16
</TABLE>





                                       2
<PAGE>   3

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                       ANCHOR GLASS CONTAINER CORPORATION
           CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
                                   (UNAUDITED)
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

<TABLE>
<CAPTION>
                                                     Three Months Ended March 31,
                                                     ----------------------------
                                                          2001          2000
---------------------------------------------------------------------------------

<S>                                                   <C>            <C>
Net sales                                             $   169,370    $   153,884

Costs and expenses:
       Cost of products sold                              165,432        143,606
       Selling and administrative expenses                  7,157          7,504

---------------------------------------------------------------------------------

Income (loss) from operations                              (3,219)         2,774

Other income, net                                             273          6,207

Interest expense                                           (7,636)        (7,151)
                                                      -----------    -----------

Net income (loss)                                     $   (10,582)   $     1,830
                                                      ===========    ===========

Preferred stock dividends                             $    (3,514)   $    (3,466)
                                                      ===========    ===========

Loss applicable to common stock                       $   (14,096)   $    (1,636)
                                                      ===========    ===========

Basic net loss per share applicable to common stock   $     (2.68)   $     (0.31)
                                                      ===========    ===========

Basic weighted average number of common
       shares outstanding                               5,251,356      5,251,356
                                                      ===========    ===========

Other comprehensive loss:
       Net income (loss)                              $   (10,582)   $     1,830
       Other comprehensive income (loss):
           Derivative loss                                    (89)            --
                                                      -----------    -----------
Comprehensive income (loss)                           $   (10,671)   $     1,830
                                                      ===========    ===========
</TABLE>



--------------------------------------------
See Notes to Condensed Financial Statements.





                                       3
<PAGE>   4

                       ANCHOR GLASS CONTAINER CORPORATION
                            CONDENSED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>
                                                    March 31,    December 31,
                                                       2001         2000
                                                   (unaudited)
-----------------------------------------------------------------------------
<S>                                                  <C>          <C>
ASSETS
Current assets:
      Cash and cash equivalents                      $   3,232    $   4,532
      Accounts receivable                               83,465       60,372
      Inventories:
          Raw materials and manufacturing supplies      20,975       22,408
          Finished products                             99,019      103,113
      Other current assets                               9,148        9,765
                                                     ---------    ---------
               Total current assets                    215,839      200,190

Property, plant and equipment, net                     282,548      293,724
Other assets                                            27,563       28,016
Intangible pension asset                                25,822       25,822
Advance to affiliate                                    17,330       17,330
Strategic alliances with customers                      11,559       12,451
Goodwill                                                47,084       47,828
                                                     ---------    ---------
                                                     $ 627,745    $ 625,361
                                                     =========    =========

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
  Current liabilities:
      Revolving credit facility                      $  70,688    $  58,957
      Current maturities of long-term debt               1,981        1,937
      Accounts payable                                  55,265       55,285
      Accrued expenses                                  42,806       42,335
      Accrued interest                                   8,671        5,686
      Accrued compensation and employee benefits        23,959       27,104
                                                     ---------    ---------
               Total current liabilities               203,370      191,304

Long-term debt                                         207,951      208,385
Long-term pension liabilities                           66,029       65,033
Long-term post-retirement liabilities                   60,463       60,107
Other long-term liabilities                             28,712       28,730
                                                     ---------    ---------
                                                       363,155      362,255
Commitments and contingencies

Redeemable preferred stock                              77,827       76,428
                                                     ---------    ---------
Stockholders' equity (deficit):
      Preferred stock                                       34           34
      Issuable preferred stock                          21,731       21,731
      Common stock                                         216          216
      Warrants                                          15,433       15,433
      Capital in excess of par value                    98,403       98,403
      Accumulated deficit                             (139,424)    (127,443)
      Additional minimum pension liability             (13,000)     (13,000)
                                                     ---------    ---------
                                                       (16,607)      (4,626)
                                                     ---------    ---------
                                                     $ 627,745    $ 625,361
                                                     =========    =========
</TABLE>


--------------------------------------------
See Notes to Condensed Financial Statements.




                                       4
<PAGE>   5

                       ANCHOR GLASS CONTAINER CORPORATION
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                             (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                                 March 31,
                                                           ---------------------
                                                              2001        2000
--------------------------------------------------------------------------------
<S>                                                        <C>         <C>
Cash flows from operating activities:
    Net income (loss)                                      $(10,582)   $  1,830
    Adjustments to reconcile net income (loss) to
       cash provided by operating activities:
           Depreciation and amortization                     15,623      14,294
           Gain on sale of property, plant and equipment         --      (4,107)
           Other                                                 --         116
    Decrease in cash resulting from changes in
       assets and liabilities                               (13,320)     (9,299)
                                                           --------    --------
                                                             (8,279)      2,834

--------------------------------------------------------------------------------

Cash flows from investing activities:
    Expenditures for property, plant and equipment          (10,254)    (16,648)
    Deposit of sale proceeds into escrow account             (7,795)    (10,000)
    Withdrawal of funds from escrow account                   7,795      15,497
    Proceeds from sale of property, plant and equipment       7,795       8,000
    Payments of strategic alliance with customers              (870)       (550)
    Other                                                      (620)       (969)
                                                           --------    --------
                                                             (3,949)     (4,670)

--------------------------------------------------------------------------------

Cash flows from financing activities:
    Principal payments of long-term debt                       (408)       (450)
    Net draws on revolving credit facility                   11,731       2,637
    Other, primarily financing fees                            (395)       (390)
                                                           --------    --------
                                                             10,928       1,797

--------------------------------------------------------------------------------

Cash and equivalents:
    Decrease in cash and cash equivalents                    (1,300)        (39)
    Balance, beginning of period                              4,532       5,278
                                                           --------    --------
    Balance, end of period                                 $  3,232    $  5,239
                                                           ========    ========

--------------------------------------------------------------------------------

Supplemental disclosure of cash flow information:
    Interest payments, net                                 $  4,065    $  3,998
                                                           ========    ========
</TABLE>

--------------------------------------------
See Notes to Condensed Financial Statements.




                                       5
<PAGE>   6

                       ANCHOR GLASS CONTAINER CORPORATION
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                             (DOLLARS IN THOUSANDS)

NOTE 1 - MANAGEMENT'S RESPONSIBILITY

         In the opinion of Management, the accompanying condensed financial
statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position as of March 31,
2001 and the results of operations and cash flows for the three months ended
March 31, 2001 and 2000.

         Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these condensed
financial statements be read in conjunction with the Financial Statements of
Anchor Glass Container Corporation (the "Company" or "Anchor") included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2000. The
results of operations for the interim periods are not necessarily indicative of
the results of the full fiscal year.

         Certain reclassifications have been made to prior year financial
statements to be consistent with the current year presentation.

NOTE 2 - ORGANIZATION OF THE COMPANY

         The Company, a majority-owned subsidiary of Consumers Packaging Inc.
("Consumers"), was formed in January 1997 to acquire certain assets and assume
certain liabilities of the former Anchor Glass Container Corporation ("Old
Anchor"), which was subsequently liquidated in a proceeding under Chapter 11 of
the United States Bankruptcy Code of 1978, as amended.

         On February 5, 1997, pursuant to an Asset Purchase Agreement dated
December 18, 1996, as amended, among Consumers, Owens-Brockway Glass Container
Inc. ("Owens") and Old Anchor, the Company (the rights and obligations of
Consumers having been assigned to the Company) and Owens acquired substantially
all of the assets, and assumed certain liabilities, of Old Anchor (the "Anchor
Acquisition").

         The Company is part of a group of glass manufacturing companies with
Consumers and GGC, L.L.C. ("GGC") each of which is controlled through G&G
Investments, Inc. ("G&G"), the majority owner of Consumers. The Company
currently engages in a variety of transactions with Consumers and GGC as a part
of its strategy to achieve synergies among the companies. These transactions
include bulk purchasing of raw and packaging materials, provision of technical
and engineering services, joint utilization of the Company's mold and repair
shops and the consolidation of certain functions such as sales, engineering and
management information services.

NOTE 3 - ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

         Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards No. 133 - Accounting for Derivative Instruments and Hedging
Activities, as amended by SFAS 137 and SFAS 138 ("SFAS 133"). SFAS 133
establishes accounting and reporting standards requiring every derivative
instrument (including certain derivative instruments embedded in other
contracts) be recorded in the balance sheet as either an asset or liability
measured at its fair value. SFAS 133 requires that changes in the derivative
fair values that are designated, effective and qualify as cash flow hedges will
be deferred and recorded as a component of accumulated other comprehensive
income until the hedged transactions occur and are recognized in earnings. The
ineffective portion of a hedging derivative's change in fair value will be
immediately recognized in earnings.



                                       6
<PAGE>   7

         The Company hedges certain of its estimated natural gas purchases,
typically over a maximum of six to twelve months, through the purchase of
natural gas futures. During the quarter, a gain of approximately $595 was
recognized in cost of products sold related to these futures. The Company
recorded the fair market value of the outstanding futures, approximately $89, as
a liability and accumulated other comprehensive income on the balance sheet as
of March 31, 2001.

NOTE 4 - LIQUIDITY

         On February 2, 2001, Consumers, the majority owner of Anchor, announced
a suspension of interest payments on its senior notes maturing in 2007 and the
senior secured notes of Consumers International Inc. maturing in 2005, until it
has reached agreement on restructuring this part of Consumers' capital
structure. Further, on March 22, 2001, Consumers announced the appointment of
Brent Ballantyne as its Chief Restructuring Officer and Chief Executive Officer.
Mr. Ballantyne reports to a committee of the Consumers Board of Directors
comprised of independent directors. John Ghaznavi stepped down as Chief
Executive Officer of Consumers but remains as Chairman of Consumers and Chairman
and Chief Executive Officer of Anchor. On March 31, 2001, Consumers announced
the appointment of Graeme Eadie as Chief Financial Officer. Dale Buckwalter
stepped down as Chief Financial Officer of Consumers but continues as Chief
Financial Officer of Anchor. Consumers has begun discussions with its
noteholders regarding a restructuring.

         Management of Anchor is unable to determine what impact this
restructuring will have on Anchor, but it may be significant. If a restructuring
of Consumers results in Mr. Ghaznavi owning, directly or indirectly, less than
40% of the voting stock of Consumers, this would trigger a "change in control"
as defined in the indentures governing the Company's 11.25% First Mortgage Notes
due 2005, aggregate principal amount of $150.0 million (the "First Mortgage
Notes") and its 9.875% Senior Notes due 2008, aggregate principal amount of
$50.0 million (the "Senior Notes") (the "Indentures"). In addition, G&G and one
of its affiliates have pledged common shares of Consumers that they own as
collateral for certain indebtedness guaranteed by G&G. If an event of default
were to occur on this indebtedness, the lenders would have the right to
foreclose on those common shares, which would also trigger a "change in control"
as defined in the Indentures. Upon a "change in control" as defined in the
Indentures, Anchor would be required to make an offer to repurchase all of the
First Mortgage Notes and the Senior Notes at 101% of the outstanding principal
amount. Anchor does not have the cash available to make this repurchase offer.
The failure to make the offer would result in an event of default that would
give the noteholders the right to accelerate the debt resulting in a default
under Anchor's credit facility provided by Bank of America. Anchor intends to
approach its noteholders regarding a modification of the Indentures, but does
not know whether the notes could be restructured in a consensual manner with the
noteholders before the occurrence of an event of default. These issues represent
significant uncertainties as to the future financial position of Anchor.

         As a result of these uncertainties, the Company's outside auditors
rendered a qualified opinion on the Company's financial statements for the year
ended December 31, 2000. The failure by the Company to obtain an unqualified
opinion on its financial statements was an event of default under the Loan and
Security Agreement dated as of October 16, 2000, with Bank of America, National
Association, as agent. The Company received a waiver from its lenders.

         The Company's results of operations were significantly impacted by the
cost of natural gas in the first quarter of 2001. This is a variable cost over
which the Company has little control. Significant increases in natural gas or
energy costs could materially impact the Company's results of operations or
liquidity plans in 2001.

         The Company's principal sources of liquidity through 2001 are expected
to continue to be funds derived from operations, borrowings under the
Replacement Credit Facility, proceeds from the sale/leaseback transactions noted
above and proceeds from sales of discontinued manufacturing facilities. The
Company's plans to increase liquidity include continuation of its cost reduction
efforts, continuation of its natural gas cost recovery program, as well as
increased sales volumes from its supply agreements



                                       7
<PAGE>   8

with major customers. Unexpected cash needs resulting from an unusual increase
in energy or other costs could force the Company to take additional measures,
such as reduction in capital asset spending, price increases, production
curtailments and consideration of other cost reduction measures.

         Management believes that the cash flows discussed above will provide
adequate funds for the Company's working capital needs and capital expenditures
through December 31, 2001. However, cash flows from operations depend on future
operating performance which is subject to prevailing conditions and to
financial, business and other factors, many of which are beyond the Company's
control. Should the Company suffer material adverse conditions from the issues
discussed above, additional measures may be required, including sales of assets
and consideration of other strategic alternatives.

NOTE 5 - RELATED PARTY INFORMATION

         During the years 1997, 1998, 1999 and 2000, the Company participated in
bulk purchases of supplies for the Company and certain of its affiliates,
including Consumers, with vendors that were unrelated to the Company and
Consumers. The bulk purchases were negotiated by a sister company to G&G. The
sister company received rebates from these unrelated vendors. The rebates
attributable to purchases by the Company totaled $711 over the four-year period.
When this practice became known, the Company took steps to ensure that the
practice was discontinued.

         During the year 1997, the Company participated in bulk purchases of
soda ash for the Company and certain of its affiliates, including Consumers,
with vendors that were unrelated to the Company and Consumers. The bulk
purchases were negotiated by a subsidiary of G&G. The subsidiary received
rebates from the unrelated vendors. The rebates attributable to purchases by the
Company totaled $547. This practice was discontinued at the end of 1997.

         A special committee of the Board has been appointed to review these
transactions.




                                       8
<PAGE>   9

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATIONS

         Net Sales. Net sales for the first quarter of 2001 were $169.4 million
compared to $153.9 million for the first quarter of 2000, an increase of $15.5
million, or 10.1% on a volume increase of approximately 13.3%. This increase in
net sales dollars was principally as a result of the increase in shipment
volume, particularly in the beer product line, primarily associated with the
Southeast Agreement (see below). Also, this improvement reflects the natural gas
related price recovery program discussed below.

         Cost of Products Sold. The Company's cost of products sold in the first
quarter of 2001 was $165.5 million (or 97.7% of net sales), while the cost of
products sold for the first quarter of 2000 was $143.6 million (or 93.3% of net
sales). This increase in the cost of products sold for the first quarter of 2001
as compared with the first quarter of 2000 principally reflects the increases in
net sales noted above. In addition, the Company experienced significant
increases in the cost of natural gas as compared to the same period of the
preceding year. The escalating prices for natural gas, the principal fuel for
manufacturing glass, increased costs by approximately $12.2 million compared to
the comparable period of 2000. The high prices in December contributed to the
Company's decision to reduce manufacturing production in December 2000. The
carryover effect of this decision resulted in approximately $1.0 million of
unabsorbed overhead costs, negatively impacting results of operations for the
first quarter of 2001. In the second half of 2000, the Company initiated a price
recovery program for the escalating natural gas costs incurred. Approximately
$8.0 million was recovered through this program in the first quarter of 2001,
which is included in net sales.

         Selling and Administrative Expenses. Selling and administrative
expenses for the first three months of 2001 were approximately $7.2 million (or
4.2% of net sales), while selling and administrative expenses in the first three
months of 2000 were $7.5 million (or 4.9% of net sales).

         Other Income, net. Other income, net decreased to $0.3 million in the
current period from $6.2 million in 2000. Other income for three months ended
March 31, 2000 included the gain on sale of approximately $6.1 million, of the
Company's previously closed Houston, Texas glass container manufacturing
facility and certain related operating rights to Anheuser-Busch, Inc.
("Anheuser-Busch").

         Interest Expense. Interest expense for in the first quarter of 2001
increased approximately $0.5 million over the comparable period of the 2000 due
primarily to higher average outstanding borrowings under the Replacement Credit
Facility.

         Net Income (Loss). The Company had a net loss in the first quarter of
2001 of approximately $10.6 million as compared to a net income of $1.8 million
in the first quarter of 2000. The results of the 2000 first quarter included a
gain on sale of the previously closed Houston, Texas glass container
manufacturing facility of approximately $4.1 million and a gain of approximately
$2.0 million of certain operating rights related to the Texas facility, both
included in Other income, net. Excluding these sales transactions, the Company
would have reported a loss of approximately $4.3 million in the quarter ended
March 31, 2000.

     LIQUIDITY AND CAPITAL RESOURCES

         In the first quarter of 2001, operating activities used $8.3 million in
cash as compared to $2.8 million of cash provided in the same period of 2000.
This increase in the use of cash reflects the decline in earnings and changes in
working capital items. Accounts receivable at March 31, 2001 increased
approximately $23.1 million as compared with the December 2000 year end.
Inventory levels decreased approximately $5.5 million in 2001. Cash outlays for
natural gas purchases in the three months ended March 31, 2001 increased
approximately $12.2 million over 2000 levels. In the second half of 2000, the
Company initiated a price recovery program for the escalating natural gas costs
incurred. Approximately $8.0 million was recovered through this program in the
first quarter of 2001.



                                       9
<PAGE>   10

         Cash consumed in investing activities for the first three months of
2001 and 2000 were $3.9 million and $4.7 million, respectively. Capital
expenditures in the 2001 first quarter were $10.3 million compared to $16.6
million in the same quarter of 2000. In the first quarters of 2001 and 2000, the
Company applied cash that had been deposited into escrow, as provided for under
the terms of the indentures, to fund capital expenditures. These escrowed funds
resulted from the proceeds of asset sales in the first quarter of 2001 and the
fourth quarter of 1999.

         In conjunction with the Anchor Acquisition, the Company entered into a
credit agreement providing for a $110.0 million revolving credit facility (the
"Original Credit Facility"). In October 2000, the Company replaced the Original
Credit Facility with a credit facility under a Loan and Security Agreement dated
as of October 16, 2000, with Bank of America, National Association, as agent
(the "Loan and Security Agreement"), to provide a $100.0 million senior secured
revolving credit facility (the "Replacement Credit Facility"). The Replacement
Credit Facility enables the Company to obtain revolving credit loans for working
capital purposes and the issuance of letters of credit for its account in an
aggregate amount not to exceed $100.0 million. Advances outstanding at any one
time cannot exceed an amount equal to the borrowing base as defined in the Loan
and Security Agreement.

         At May 9, 2001, advances outstanding under the Replacement Credit
Facility were $73.2 million, borrowing availability was $11.9 million and total
outstanding letters of credit on this facility were $10.6 million. Net cash of
$10.9 million was provided in financing activities in the 2001 first quarter,
principally reflecting borrowings under the Replacement Credit Facility.

         The Company's obligations under the Replacement Credit Facility are
secured by a first priority lien on all of the Company's inventories and
accounts receivable and related collateral and a second priority pledge of all
of the issued and issuable Series B Preferred Stock of the Company and 902,615
shares of the Company's Common Stock. In addition, the Company's obligations
under the Loan and Security Agreement are guaranteed by Consumers U.S., the
holder of the outstanding Series B Preferred Stock of the Company and 902,615
shares of the Company's Common Stock.

         The Loan and Security Agreement contains certain covenants that
restrict the Company's ability to take various actions, including, subject to
specified exceptions, the incurrence of additional indebtedness, the granting of
additional liens, the making of investments, the payment of dividends and other
restricted payments, mergers, acquisitions, sales of assets and other
fundamental corporate changes, capital expenditures, operating lease payments
and transactions with affiliates. The Loan and Security Agreement also contains
a financial covenant that requires the Company to maintain a fixed charge
coverage ratio.

         On February 2, 2001, Consumers, the majority owner of Anchor, announced
a suspension of interest payments on its senior notes maturing in 2007 and its
senior secured notes of Consumers International, Inc. maturing in 2005, until it
has reached agreement on restructuring this part of Consumers' capital
structure. Further, on March 22, 2001, Consumers announced the appointment of
Brent Ballantyne as its Chief Restructuring Officer and Chief Executive Officer.
Mr. Ballantyne reports to a committee of the Consumers Board of Directors
comprised of independent directors. John Ghaznavi stepped down as Chief
Executive Officer of Consumers but remains as Chairman of Consumers and Chairman
and Chief Executive Officer of Anchor. On March 31, 2001, Consumers announced
the appointment of Graeme Eadie as Chief Financial Officer. Dale Buckwalter
stepped down as Chief Financial Officer of Consumers but continues as Chief
Financial Officer of Anchor. Consumers has begun discussions with its
noteholders regarding a restructuring.

         Management of Anchor is unable to determine what impact this
restructuring will have on Anchor, but it may be significant. If a restructuring
of Consumers results in Mr. Ghaznavi owning, directly or indirectly, less than
40% of the voting stock of Consumers, this would trigger a "change in control"
as defined in the indentures governing the Company's First Mortgage Notes and
Senior Notes ("Indentures"). In addition, G&G and one of its affiliates have
pledged common shares of Consumers that they own as collateral for certain
indebtedness guaranteed by G&G. If an event of default were to occur on



                                       10
<PAGE>   11

this indebtedness, the lenders would have the right to foreclose on those common
shares, which would also trigger a "change in control" as defined in the
Indentures. Upon a "change of control" as defined in the Indentures, Anchor
would be required to make an offer to repurchase all of the First Mortgage Notes
and the Senior Notes at 101% of the outstanding principal amount. Anchor does
not have the cash available to make this repurchase offer. The failure to make
the offer would result in an event of default that would give the noteholders
the right to accelerate the debt resulting in a default under Anchor's
Replacement Credit Facility. Anchor intends to approach its noteholders
regarding a modification of the Indentures but does not know whether the notes
could be restructured in a consensual manner with the noteholders before the
occurrence of an event of default. These issues represent significant
uncertainties as to the future financial position of Anchor.

         As a result of these uncertainties, the Company's outside auditors have
rendered a qualified opinion on the Company's financial statements for the year
ended December 31, 2000. The failure by the Company to obtain an unqualified
opinion on its financial statements was an event of default under the Loan and
Security Agreement, for which the Company received a waiver.

         G&G, Consumers and their affiliates owe Anchor approximately $23.5
million, in addition to the advance to affiliate receivable of approximately
$17.3 million, while Anchor owes G&G, Consumers and their affiliates
approximately $11.6 million (of which approximately $9.5 million relates to the
allocation of the write-off of certain software costs and is the subject of
litigation. See Part II Item 1. Legal Proceedings.) Although Anchor does not
expect the restructuring to adversely affect operations at Anchor, there can be
no assurance that vendors and customers who do business with both Anchor and
Consumers will continue to do so. The impact on Anchor of the financial
restructuring by Consumers cannot be determined at this time and may negatively
impact the liquidity and capital resources of the Company.

         In 2000, the Company signed an agreement with Anheuser-Busch to provide
all the bottles for the Anheuser-Busch Jacksonville, Florida and Cartersville,
Georgia breweries, beginning in 2001 (the "Southeast Agreement"). To meet the
expanded demand from the supply contract, the Company invested approximately
$18.0 million in new equipment in 2000 for its Jacksonville plant to increase
production efficiency. To date, the funding for this project has been provided
through the proceeds from the sale of the Houston plant (as discussed above),
certain leasing transactions and internal cash flows. In December 1999, the
Company entered into an agreement with a major lessor for $30.0 million of lease
transactions. Under this agreement, in December 2000, March 2001 and April 2001,
the Company financed approximately $4.2 million, $7.8 million and $5.4 million,
respectively, of the expansion through sale leaseback arrangements and, in
December 1999, sold and leased back under a capital lease, equipment located at
the Warner Robins, Georgia facility, for a net selling price of approximately
$8.2 million.

         In September 1998, G&G entered into an agreement to purchase a
controlling interest in a European glass manufacturer and advanced approximately
$17.3 million toward that end. This amount was funded by G&G through a loan from
the Company of approximately $17.3 million in September 1998. The funds were
obtained through a borrowing under the Original Credit Facility. The loan was
evidenced by a promissory note that originally matured in January 1999. There is
a disagreement among the directors as to the propriety of the extension of the
original maturity date of the promissory note beyond January 1999. See Part II -
Item 1. Legal Proceedings. The transaction has not closed. Should the
transaction not close, the seller is obligated to return the advance to G&G. G&G
has demanded the return of the advance plus interest accrued to date and related
costs including the devaluation of the Deutschemark. Discussions have been held,
but as of this date outstanding issues have not been resolved. In March 2000,
G&G commenced an arbitration proceeding in accordance with the terms of the
agreement to secure a return of the advance. A hearing is scheduled for June
2001. In connection with the pledge of the note to Bank of America, National
Association, as agent under the Loan and Security Agreement, the original
promissory note was replaced by a new promissory note (the "Replacement Note").
G&G has provided security against the Replacement Note to Bank of America,
National Association, as agent under the Loan and Security Agreement. The
maturity date of the Replacement Note is October 31, 2003. Interest on the
Replacement Note is payable at the interest rate payable by the Company on
advances under the Loan and Security Agreement plus 0.5% and has been paid
through September 2000. Unpaid interest of $457,000 and $391,000 is due for the
quarters ended December 31,



                                       11
<PAGE>   12

2000 and March 31, 2001, respectively. Various rights, including the right to
enforce the obligations under the Replacement Note were assigned to Bank of
America, National Association. Any property received by G&G in respect of the
arbitration proceeding has been pledged to Bank of America, National
Association, and will be used to repay outstanding borrowings under the Loan and
Security Agreement. There is a disagreement among the directors as to the
propriety of the assignment of those rights, the pledge of those proceeds and
the replacement of the original promissory note with the Replacement Note. See
Part II - Item 1. Legal Proceedings.

         The Indentures contain certain covenants that restrict the Company from
taking various actions, including, subject to specified exceptions and limits,
the incurrence of additional indebtedness, the granting of additional liens, the
making of investments, the payment of dividends and other restricted payments,
mergers, acquisitions and other fundamental corporate changes, capital
expenditures, asset sales and transactions with affiliates.

         The level of the Company's indebtedness could have important
consequences, including:

         -        a substantial portion of the Company's cash flow from
                  operations must be dedicated to debt service,

         -        the Company's ability to obtain additional future debt
                  financing may be limited and

         -        the level of indebtedness could limit the Company's
                  flexibility in reacting to changes in the industry and
                  economic conditions in general.

         The Company expects significant expenditures in 2001, including
interest expense on the First Mortgage Notes, the Senior Notes and advances
under the Replacement Credit Facility, capital expenditures of approximately
$40.0 million and payment of the $2.9 million litigation settlement as discussed
in Part II - Item 1. Legal Proceedings. In addition, the Company anticipates
purchases of natural gas at significantly higher prices during 2001 and
estimates that its cash outlays for purchases of natural gas, based on current
natural gas prices, will increase by approximately $19.0 million over 2000
levels. The Company expects to partially offset this impact through the cost
recovery program implemented in 2000. Peak needs are in spring and fall at which
time working capital borrowings are estimated to be $20.0 million higher than at
other times of the year.

         The Company's results of operations were significantly impacted by the
cost of natural gas in the first quarter of 2001. This is a variable cost over
which the Company has little control. Significant increases in natural gas or
energy costs could materially impact the Company's results of operations or
liquidity plans in 2001.

         The Company's principal sources of liquidity through 2001 are expected
to continue to be funds derived from operations, borrowings under the
Replacement Credit Facility, proceeds from the sale/leaseback transactions noted
above and proceeds from sales of discontinued manufacturing facilities. The
Company's plans to increase liquidity include continuation of its cost reduction
efforts, continuation of its natural gas cost recovery program, as well as
increased sales volumes from its supply agreements with major customers.
Unexpected cash needs resulting from an unusual increase in energy or other
costs could force the Company to take additional measures, such as reduction in
capital asset spending, price increases, production curtailments and
consideration of other cost reduction measures.

         Management believes that the cash flows discussed above will provide
adequate funds for the Company's working capital needs and capital expenditures
through December 31, 2001. However, cash flows from operations depend on future
operating performance which is subject to prevailing conditions and to
financial, business and other factors, many of which are beyond the Company's
control. Should the Company suffer material adverse conditions from the issues
discussed above, additional measures may be required, including sales of assets
and consideration of other strategic alternatives.



                                       12
<PAGE>   13

     IMPACT OF INFLATION

         The impact of inflation on the costs of the Company, and the ability to
pass on cost increases in the form of increased sales prices, is dependent upon
market conditions. While the general level of inflation in the domestic economy
has been relatively low, the Company has experienced significant cost increases
in specific materials and energy and has not been fully able to pass on
inflationary cost increases to its customers for several years, although it did
realize some price relief in 2000, primarily due to the abnormally high energy
costs experienced during the year.

     SEASONALITY

         Due principally to the seasonal nature of the brewing, iced tea and
 other beverage industries, in which demand is stronger during the summer
 months, the Company's shipment volume is typically higher in the second and
 third quarters. Consequently, the Company will build inventory during the first
 quarter in anticipation of seasonal demands during the second and third
 quarters. In addition, the Company has historically scheduled shutdowns of its
 plants for furnace rebuilds and machine repairs in the first and fourth
 quarters of the year to coincide with scheduled holiday and vacation time under
 its labor union contracts. These shutdowns normally adversely affect
 profitability during the first and fourth quarters, however the Company has in
 the past and will continue in the future to implement alternatives to reduce
 downtime during these periods in order to minimize disruption to the production
 process and its negative effect on profitability.

     INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS

         With the exception of the historical information contained in this
report, the matters described herein contain "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include, without limitation, any statement that may
predict, forecast, indicate or imply future results, performance or
achievements, and may contain the words "believe," "anticipate," "expect,"
"estimate," "intend," "project," "will be," "will likely continue," "will likely
result," or words or phrases of similar meaning including, statements
concerning:

         -        the Company's liquidity and capital resources,

         -        the Company's debt levels and ability to obtain financing and
                  service debt,

         -        competitive pressures and trends in the glass container
                  industry,

         -        prevailing interest rates,

         -        legal proceedings and regulatory matters, and

         -        general economic conditions.

         Forward-looking statements involve risks and uncertainties (including,
but not limited to, economic, competitive, governmental and technological
factors outside the control of the Company) which may cause actual results to
differ materially from the forward-looking statements. These risks and
uncertainties may include the restructuring of Consumers; the ability of
management to implement its business strategy in view of the Company's limited
operating history; the highly competitive nature of the glass container industry
and the intense competition from makers of alternative forms of packaging; the
Company's focus on the beer industry and its dependence on certain key
customers; the fluctuation in the price of natural gas; the seasonal nature of
brewing, iced tea and other beverage industries; the Company's dependence on
certain executive officers; and changes in environmental and other government
regulations. The Company operates in a very competitive environment in which new
risk factors can emerge from time to time. It is not possible for management to
predict all such risk factors, nor can it assess the impact of all such risk
factors on the Company's business or the extent to which any factor, or a
combination of factors, may cause actual results to differ materially from those
contained in forward-looking statements. Given these risks and uncertainties,
readers are cautioned not to place undue reliance on forward-looking statements.




                                       13
<PAGE>   14

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The Replacement Credit Facility is subject to variable interest rates.
A change in interest rates could have an impact on results of operations. The
Company's long-term debt instruments are subject to fixed interest rates and, in
addition, the amount of principal to be repaid at maturity is also fixed.
Therefore, the Company is not subject to market risk from its long-term debt
instruments. Less than 1% of the Company's sales are denominated in currencies
other than the U.S. dollar, and the Company does not believe its total exposure
to be significant.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         On October 13, 2000, certain stockholders of the Company, specifically
CoMac Partners, L.P., CoMac Endowment Fund, L.P., CoMac Opportunities Fund,
L.P., CoMac International, N.V., Carl Marks Strategic Investments, LP, Carl
Marks Strategic Investments II, LP, Varde Partners, L.P., Varde Fund (Cayman)
Ltd., Pequod Investments, L.P., Pequod International Ltd., Cerberus Partner L.P.
and Cerberus International Ltd. (collectively, the "Plaintiffs"), commenced a
shareholder derivative action against certain of the Company's directors,
officers and certain related entities in The Court of Chancery of the State of
Delaware in and for New Castle County. The action seeks recovery to the Company,
which is named as a party to the action in the capacity of a nominal defendant,
for damages Plaintiffs allege the Company suffered through breach of fiduciary
duties (including extension of the G&G promissory note without proper authority
and approval of an allocation of write off of certain software costs from
Consumers to Anchor), unjust enrichment and usurpation of corporate opportunity
of the Company (including the receipt of $15.0 million by Consumers in
connection with an agreement to manage the renovation of the Houston facility).
The Company is named as a party to the case for procedural purposes but no
recovery is sought from the Company. The Company has been advised by the other
defendants that they will vigorously defend the action and that they believe
they have meritorious defenses.

         On February 16, 2000, Owens commenced an action against the Company and
certain of its affiliates, including Consumers and GGC, in the United States
District Court for the Southern District of New York. Owens alleged violations
of the Technical Assistance and License Agreement ("TALA") and its resulting
termination. Owens sought various forms of relief including (1) a permanent
injunction restraining the Company and its affiliates from infringing Owens'
patents and using or disclosing Owens' trade secrets and (2) damages for
breaches of the TALA.

         On November 6, 2000, the Company and its affiliates, including
Consumers, reached a settlement concerning all aspects of the Owens dispute. As
part of the settlement, Owens will grant the Company and its affiliates a
limited license through 2005. The limited license will cover technology in place
during the term of the TALA, at the same royalty rate as in the TALA. Upon
expiration of the limited license, the Company and its affiliates, including
Consumers, will receive a paid-up license for that technology. Documentation for
the settlement (including mutual releases) and the limited license agreement is
being negotiated. Implementation of the settlement has not been finalized as the
parties have not reached agreement upon all of the terms of the definitive
documentation. The Company intends to continue its efforts to complete the
settlement process. Under the settlement, the Company, Consumers and GGC will
pay an aggregate of $5.0 million to Owens. The Company estimated its allocation
of this settlement to be $2.9 million, based on sales and machine installations.
Consumers, GGC and another affiliate will receive a refund of $1.2 million, in
the aggregate, of royalties paid previously under protest. Consummation of the
settlement will terminate all litigation over the matter, including the federal
court suit and an overseas lawsuit, as well as arbitration proceedings.

         In addition, the Company is, and from time to time may be, a party to
routine legal proceedings incidental to the operation of its business. The
outcome of these proceedings is not expected to have a material adverse effect
on the financial condition or operating results of the Company, based on the
Company's current understanding of the relevant facts and law.




                                       14
<PAGE>   15

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.

                  None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

                  None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

                  None

ITEM 5.  OTHER INFORMATION.

                  None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         a.       Exhibits

                  None

         b.       Reports on Form 8-K

                  None




                                       15
<PAGE>   16

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                    ANCHOR GLASS CONTAINER CORPORATION



Date:  May 15, 2001                 /s/ Dale A. Buckwalter
                                    --------------------------------------------
                                    Dale A. Buckwalter
                                    Senior Vice President and Chief Financial
                                    Officer (Principal Financial Officer and
                                    Duly Authorized Officer)








                                       16